


Prelude: Spider-Gwen

by CuteAsAMuntin



Series: Before and After [2]
Category: Marvel, Marvel (Comics), Spider-Man (Comicverse), Spider-Man - All Media Types
Genre: Alpha Peter Parker, Alpha/Beta/Omega Dynamics, Beta Harry Osborn, Beta Norman Osborn, Canon-Typical Violence, Canonical Character Death, F/M, Knotting, Mating Cycles/In Heat, Omega Gwen Stacy, Omega Verse, Oral Sex, Peter Parker Needs a Hug, Vaginal Sex, pre Peter Parker/Wade Wilson - Freeform
Language: English
Status: Completed
Published: 2020-05-17
Updated: 2020-05-17
Packaged: 2021-03-02 19:28:43
Rating: Explicit
Warnings: Graphic Depictions Of Violence, Major Character Death
Chapters: 7
Words: 12,903
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24242080
Author URL: https://archiveofourown.org/users/CuteAsAMuntin/pseuds/CuteAsAMuntin
Summary: Before Spider-Man met Deadpool, Peter Parker was just the friendly neighborhood Alpha with a crush on science whiz Gwen Stacy. Everyone Peter Parker loves will leave him.A prequel toAftermath
Relationships: Peter Parker & Harry Osborn, Peter Parker & Norman Osborn, Peter Parker/Gwen Stacy
Series: Before and After [2]
Series URL: https://archiveofourown.org/series/1748596
Comments: 5
Kudos: 25





	1. Typical Parker

**Author's Note:**

> Thanks to [marvelslittleshits](https://archiveofourown.org/users/marvelslittleshits/pseuds/marvelslittleshits) for beta reading!

“Give it a rest, buddy,” Harry murmured in Peter’s ear, nudging him with a sharp, fashionable elbow. “You stare any harder, her hair’s going to catch fire.”

Peter, his cheeks flushing hotly, immediately ducked his head away from the blonde Omega studiously scribbling notes down three rows ahead of him and back to his own notebook. Harry stifled a snicker with his fist at Peter’s embarrassment. He at least had the grace to make a weak attempt at disguising the laughter as a cough when their professor shot a scathing look in their direction from the molecular structures and formulae she was sketching out on the whiteboard.

That was Peter’s cue to half-heartedly kick his best friend in the shin, his blush deepening. Harry let out another helpless burst of laughter at that. The blonde girl— Gwen Stacy, the only person Peter consistently had to compete with for setting the curve in their shared chemistry and statistics courses for the last two semesters— turned her head sharply to glare venomously at the pair of them. Peter sank down further into his seat and trained his eyes determinedly on his notes to avoid eye contact.

“Oh gosh, is she still looking at us? I’m in hell,” he hissed under his breath, rubbing at the back of his neck. “You’re the worst, Har.” The twitch of his lips as he fought not to smile in mixed embarrassment and amusement at both Harry’s and his own childish behavior took the sting out of his comment. He could already tell that Gwen had turned her focus back to the lecture anyway, as the tingling of his spidey sense that generally indicated increased attention on him had faded away after only a couple of seconds of glaring on her part.

The pair of friends finally managed to pull themselves together enough to pay attention to the rest of the lecture. Peter had kept pace with the concepts on which the professor was lecturing fairly easily even with the distraction. Still, he knew that Harry was, in all likelihood, going to need to borrow his notes later to help him study, so he did his best to catch up to the presentation while keeping his writing legible. He wanted to help Harry out, especially with Mr. Osborn breathing down his neck as much as he had been recently about learning enough to start taking over more responsibility at the company. Norman was already insisting Harry take the lower division required courses designed for STEM majors instead of the classes he would normally take as a business student, ensuring that they would both be frustrated and disappointed. Unfortunately, Peter only had so much of his own time to dedicate to studying together with his full load of courses, freelancing for _The_ _Daily Bugle_ , the commute to and from his aunt’s home in Queens, and, of course, his nightly activities as the webbed wonder of New York City.

“Dude, you’re such a dork,” Harry teased as they gathered up their things after lecture ended. Peter had been watching Gwen out of the corner of his eye as she stalked past them and out the door. “Why don’t you just put on your big boy pants and talk to her already, _Alpha_?”

“Oh please,” Peter scoffed, rolling his eyes while he continued to pack up his bag. “First of all, like she cares about gender any more than I do. It’s not like any of the cute people at Midtown High cared that Puny Parker was an Alpha. Second of all, the only times she’s ever even looked in my direction for the last semester and a half has been when _you_ are doing something to make me look like an idiot. Like, I’m pretty sure she doesn’t even know who I am. To her, I’m just one of Harry Osborn’s friends, and that’s if I’m lucky.”

“Alright, alright,” Harry acquiesced, holding his hands up in mock defeat. “Have it your way. Let’s go grab some coffee before we have to sit through a three-hour lab, at least. I don’t know why I let you convince me that we should take the section less than an hour after a Thursday afternoon lecture.”

“Because this way at least you’ll have _some_ of the material fresh while we’re working on the practical. Anyway, we’re about to start a new set of experiments, so there’s that.”

“Hopefully the TA will let us pair up again,” Harry said as they headed across the small quad from the lecture hall toward the nearest coffee cart. “Hey…”

“What is it?” Peter asked with an eye-roll, fairly certain that he already knew where this was going.

“We should totally go to the coffee cart by the library instead. The drip at this one is always burnt,” Harry recommended, his expression the picture of innocence.

“Oh please, you don’t even drink drip coffee. You just want to see that pretty redhead from the fine arts department,” Peter retorted. Still, he’d already turned in that direction and significantly quickened his pace so that they could get their coffee and make it back to the chemistry building on time while still allowing Harry plenty of time to flirt with his new crush. “C’mon, slowpoke, you’re buyin’!”


	2. Catalyst and Precipitate

**Summary for the Chapter:**

> Peter Parker, Actual Human Disaster™

Peter and Harry strolled into their lab section together just in time. Their conversation had moved on from friendly ribbing about their respective crushes to a hushed but animated debate on the reuse of _Star Trek: The Animated Series_ plot premises in _Voyager_. It was just one of several topics Peter loved to goad Harry into discussing when it was just the two of them. Peter always found it so entertaining to see the glamorous, popular Beta geek out about something he truly enjoyed with no ulterior motive or outside influence forcing him to interact with it in a particular way or meet a certain standard, unlike with so many other things he had enjoyed at an earlier, simpler time in their lives— like he once had with fashion, or music, or advanced chemistry. Harry’s problems weren’t the kind Spider-Man could solve, but this was something for which dweeby Peter Parker was actually useful, for a change.

Their friendly debate and Peter’s maudlin background thoughts were both interrupted by the graduate student who taught the lab making their way to the front of the room. They wrote out a few notes on the board, then began to hand out instructions for the next lab.

“Your partners and work stations for the next series of labs have already been randomly assigned to you,” they announced. “Please take some time to read over the guidelines for today’s lab on iron oxalate synthesis, then come check the list posted on the board and move to your assigned station.” Harry met Peter’s nervous glance with a grim expression of his own. Peter would suffer through the social awkwardness of working with whoever had been unfortunate enough to get stuck with him. He was more worried Harry was going to become flustered and make mistakes that would cost him points he wouldn’t be able to make up by studying with Peter later, regardless of how well he might do on the written exams.

Peter rapidly scanned through the instructions for synthesizing, isolating, and purifying a complex coordination compound of iron(III) oxalate in order to determine the empirical formula of the compound. Alright, so it was basically a volumetric and spectrophotometric analysis, when he boiled it down. It was unlikely to be any more challenging than any other lower division chemistry lab that had been thrown at them so far. At least he had nothing to worry about there. Maybe he could finish quickly and casually stroll over to help Harry out when he was done.

Peter walked toward the front of the room to see who he’d be working with for the next few weeks on the series of synthesis technique labs. From a glance, it seemed that Harry had apparently already given up on skimming through the notes in favor of bracing himself for his upcoming lab partnership.He was walking toward the station where Ned Leeds was already unpacking his bag with an apprehensive look. Peter was relieved. Ned was a freelance reporter for the _Bugle_ who had recently gone back to school part-time, and Peter had gotten to know him pretty well over the past few years of selling his Spidey photos. Leeds and Harry would be fine. The three of them could probably even work on their lab reports together outside of class.

At last, Peter made his way to the posted list on the board. At least he was out of high school and didn’t have to worry about getting stuck paired up with someone like Flash Thompson for a whole semester at a time. Worst came to worst, his partner would be able to hold their own in lab, and the two of them would just work together in class and then handle their comp books and lab reports on their own. He took a deep breath and ran his index finger down toward the bottom of the list in search of his own name.

Oh no, this could not be happening to him. He was going to somehow make an ass of himself every lab session and probably manage to set something on fire at least once, given his good old-fashioned Parker Luck, if he was partnered with—

“Peter? You’re Peter, right?” asked a voice a few feet behind his left shoulder. He turned to face his new lab partner with a sinking feeling in his stomach.

“Y-yeah, I’m Peter, uh, Peter Parker,” he managed to reply, his throat suddenly dry as he found himself staring down into the keen, bluebell-tinted gaze of one Gwendolyn Stacy.

“Fantastic. I’m Gwen Stacy,” she introduced herself, as if she hadn’t caught Peter staring at her half a dozen times in their Chem 2B lecture alone. She held out a hand expectantly.

“Yeah, you’ve been in a couple of my chem courses. Seems like we take turns setting the curve on things,” Peter mumbled shyly as he grasped Gwen’s hand in a brief, but hopefully firm, handshake, making what passed for an effort at friendly conversation with a new person on his part.

“Great, let’s go,” she replied brusquely, as if she either hadn’t heard him or was holding herself back from commenting on his statement. She turned sharply on her heel and made an efficient path through the throng of their classmates to their assigned lab station. Almost dead center of the classroom. Wonderful. Peter followed her lead, though with more shambling and less smiling eye contact with his peers. Gwen launched into a mini-lecture as soon as he sat on his stool and began to unpack his composition notebook and instructions for the lab.

“I assume that, unlike your pal Harry Osborn over there, you actually know what you’re doing and you won’t be a hindrance to me. As you so eloquently pointed out, we seem to be one another’s greatest competition in our shared classes. I hope this means we’ll be doing exemplary work together for the next several weeks. That being said, I expect you to do your part while we’re in section, to work together as necessary to corroborate information for our separate reports, and to let me know as soon as possible if you have some kind of emergency and won’t be able to make it to lab. I check my school email regularly, so that should be a perfectly sufficient way to contact me, and thus, no, you do not actually have any need for my personal phone number or email address. I’ll email you if anything comes up on my end. Any questions?”

She spoke quickly but clearly, hardly pausing for breath until her final query. Her light blue eyes were stony with determined professionalism as they met his, a hardness that seemed to dare him to defy her. Peter pulled a separate, spiral-bound notebook out of his backpack, flipped it open to the next blank page while nodding thoughtfully, and tapped his pencil on his chin. He dropped his shoulders and tilted his head back a little, trying to subtly let her see— and hopefully smell— that he wasn’t going to try to push her around in lab just because she was a woman or he was an Alpha.

“Sounds perfectly reasonable to me. Your school email is probably [gstacy@empirestate.edu](mailto:gstacy@empirestate.edu) then, right? My aunt is elderly, and I’ve had to miss class a few times to take her to the doctor or visit her in the hospital,” he said, smiling apologetically and fucking his head. He scribbled down the email address when she nodded. “Of course, I’ll let you know if something like that comes up and I absolutely can’t make it to class.”

He actually might have to take May to an emergency appointment, considering how her health had been slowly deteriorating since he started college. However, this would also cover his butt in the far more likely event that Aleksei broke out of the Raft again and beat the crap out of him again in his stupid Rhino suit in the middle of the afternoon. “Does that work for you?”

“Uh… yeah?” Gwen’s perfectly arched eyebrows knitted together in either concern or confusion. Peter worried that he wasn’t selling it very well, or worse, already disappointing his new lab partner.

“There’s just, y’know, not any other family up here to handle it, if something comes up,” he explained as he furrowed his own brow, laying the very real guilt he felt on a little heavily.

Struck with sudden inspiration as he mentally scrambled for more excuses he could front-load with in case he got hit with an extra bad round of Parker Luck this semester, he added truthfully, “I also have, like, an arrangement with some of the other Omegas in the honors program. Not— not that kind!” he elaborated hastily as Gwen’s mouth pursed at the statement. “Just, I usually study in the common room of their building wherever the folks who’re having a heat hole up, if they don’t have a heat buddy. Just so that no one bugs them. It started as just something for one of my classmates while we were working on a partnered project first semester in. So sometimes I might need to stick around the dorms when we need to meet up to work on things or be a little late. That’s all.”

He realized he was blushing by the end of his explanation. He really hadn’t needed to tell her all that just to give himself another excuse to be late when his Spidey business ran long. He had gotten nervous when that disgusted expression crossed her face and just started frantically oversharing. Now Gwen was just going to think he was some douchey Alpha showing off and getting all territorial. When he looked up at her again, a faint pink flush was spreading across her her normally pale cheeks and down what he could see of her chest beneath the open collar of her pinstriped dress shirt.

“Oh, you’re a— I didn’t realize— I mean I wasn’t trying to sniff out—” She stumbled over her words, then cleared her throat rather excessively. “I mean, yes, that sounds perfectly reasonable. Somebody drinks his Respects Omegas Juice.”

She grinned, and Peter snorted inelegantly. He hadn’t expected Gwen Stacy to be the kind of person to reference stale memes when she was trying to keep it light in an awkward social interaction. His crush on her was going to be even worse now.

“Let’s just get to work on this iron oxalate, huh?” Peter asked, smiling in a way he hoped came off as more relaxed than he felt. He tried to keep his odd mix of excitement, nervousness, and arousal at getting to work with the only person who regularly outdid him in the classroom under control. After a few deep breathes, he thought he was calm enough that it wouldn’t be easy to pick up any of those feelings from how his pheromones were affecting anyone around him. He thought he ought to start packing a roll-on scent-blocker in his bag, just to be safe, now that he would be spending extended time in close proximity to someone to whom he was so attracted. He wouldn’t make her, or anyone else in their section, uncomfortable.

Another couple hours, a few basic analyses, and several pages of dutifully recorded notes later, their lab section was finally released for the week. Gwen seemed intent on hanging back to discuss something with their TA. Peter breathed a sigh of relief at having avoided any more major gaffes in front of her as he cleaned their station and packed his bag. He met up with Harry as the two of them made their way outside.

“So how was working with Leeds?” Peter prompted before Harry could begin grilling him about his own lab partner, which had clearly been the Beta’s intent based on his wide-eyed expression when he had rounded on Peter.

“He’s all right. Seems pretty chill for a journalism major in a lab full of STEM majors graded on a curve. At least I won’t be alone at the bottom of the heap in this one,” Harry replied with a forced smile that belied his gloomy tone. Peter patted his shoulder awkwardly.

“Hey buddy, you’ll be fine. I’ll still be around to study with you. I’m sure your dad’s going to have bigger things to worry about than riding your butt about your chemistry grade before you know it.”

As the pair walked out of the classroom, Peter couldn’t help a deep inhale, easily picking up the ghost of Gwen’s scent on his clothes. At the same time, his eyes searched out the Omega, who was still waiting to speak with the TA at the front of the room. He quickly looked away as their eyes met, feeling a slight blush stain his cheeks. She was watching him too.


	3. Is This a Date?

**Summary for the Chapter:**

> There may be more than one kind of chemistry going on here

“Sorrysorrysorry!” Peter exclaimed in a strained voice, dropping his bag on the table and pushing back sweaty hair as he tried to catch his breath.

The Green Goblin, whom Spider-Man had been tangling with intermittently for the past year or so, had appeared over upper Manhattan on his glider just a few hours ago. He’d started bagging lunchtime commuters with some new ghost-shaped grenades from his “bag of tricks,” as he so gleefully referred to the satchel he pulled bombs and bladed boomerangs from while taunting Spider-Man.The villain had caused a not-insignificant amount of destruction and casualties before Peter had webbed his way from the north side of the ESU campus to take him down and free the asphyxiating civilians.

On the one hand, Spider-Man had run the villain off fairly quickly, for which he was thankful. On the other, he hadn’t been able to gather much in the way of useful information, which had him increasingly worried at each encounter with the Goblin. Peter hoped that the attack, which hadn’t seemed to garner anything other than attention and hadn’t appeared to hit any strategic targets, was meant to do nothing but sow chaos. That in and of itself would still have been enough to keep the young hero up at night, if he wasn’t already up half the night fighting crime, anyway. Peter knew he’d have to be on the lookout for a pattern indicating the Green Goblin’s larger scheme over the next few weeks, which was almost enough to distract him from his anxiety at showing up late and potentially disappointing his lab partner.

As the tardy hero slumped against his lab stool, Gwen looked up from the desiccator jar she was handling with a mild frown. “I said it was fine when you emailed me, Parker. You’re only like 35 minutes late. Missed lecture though.” She turned back to cleaning the equipment. “Take a breather, then go put on your goggles and apron so you can catch up on your lab notes and fill our burets while I finish measuring the KHP,” she ordered, though the command was softened with a slight smile. The two of them had done well on the first three labs they’d turned in, and this was actually the first time Peter had been late for section or Gwen’s occasional invitations to work on their lab reports together.

Despite Peter’s lateness, the pair were able to get through the series of mystery acid titrations by the end of class. They were able to slip quickly into a groove, communicating seamlessly and working around one another in their small lab station in a way that really probably shouldn’t have been as thrilling as Peter found it.

He had dutifully scribbled down measurements as Gwen titrated multiple trials for each of their three solutions. He even managed to start a few preliminary calculations for the first trial in the downtime between each of the rest, despite being far more enthralled by his front-row seat to the blonde girl’s fluid, economical movements than he had any right to be. He offered Gwen a copy of his notes after they finished for the afternoon. She peered over at them, shook her head ruefully, and patted his arm.

“Y’know, I appreciate being able to do the fun part instead of you assuming that I’ll be writing the notes because I’m a helpless baby Omega girl, but good lord, your chicken-scratch is absolutely illegible,” she smirked.

“The worst part is that I actually tried to write neatly on the copy that’s for you,” Peter snarked with a self-deprecating laugh, running a hand through his hair. A month ago, Gwen had considered him the accessory to a classroom nuisance and hadn’t even been certain of his name despite all their shared coursework.Now she was actually joking with him on a semi-regular basis. It was enough to get his mind off the Goblin problem for a while. “I could translate?” he offered, trying to seem nonchalant.

“Sure,” the Omega agreed easily. That was far simpler than he’d expected when Harry and Ned had persuaded him to finally take the lead on spending some time with Gwen outside of the lab.

“Why don’t we get started in one of the dining halls?” she suggested. “I don’t know about you, but I’m usually starving by the end of section.”

Peter followed her out of the classroom, and the pair made their way across the quad to the nearest dining hall. They loaded up trays from the salad bar and pasta station, and Gwen snagged a juice out of the cooler on the way to the cashier. When Peter dug around into his wallet for enough cash while trying to remember if his debit card still had any money on it from his last paycheck at the _Bugle_ , Gwen pulled out her student ID and swiped it twice.

“I got this, Parker. Sorry, I forget that you don’t live on campus, with the hours you keep.” She patted his forearm as they were waved through with their trays. He flushed with embarrassment. It was one thing for Harry to wave away paying for things. They’d been friends forever, and Harry did that for everyone. Still, if she wasn’t going to make it a big deal, the least he could do was try _not to be weird about it like a typical Alpha male douchebag, Parker._ He wasn’t usually so worried about the impression girls or Omegas had of him, but Gwen seemed to bring the Alpha out in him more than he wanted to admit.

“Uh, thanks,” he muttered, ducking his head slightly. They made their way over to a table to sit down, and he started picking at his bowl of overcooked noodles drowning in alfredo sauce. Gwen laid her copy of Peter’s notes on the table next to her open composition notebook so that she could start attempting to interpret his work while they ate.

The pair of hungry college students made fairly quick work of their piled-up plates of food. In contrast, Gwen’s work on the notes was slow-going. Her attention was drawn instead into conversation with Peter, who found himself growing bolder with his quips to compensate for the minor loss of face at the cash register. After one last dig from Gwen at the messiness of his notes, he’d finally had enough.

“Oh, you wanna take this outside, Stacy? You wanna go?!” the young hero demanded through a grin.

“Well maybe I do, chicken-scratch!” she returned.

“Well then, let’s go.” Peter stood, pushing his chair back, and held out a hand. “Let me carry some of that for you, and I’ll even show you my favorite spot to study between classes when the weather’s nice.” As she allowed him to help her to her feet, a faint blush spilled across Gwen’s cheeks and down her throat to the high neck of her blouse. Peter took an instinctively deep breath in as he drew her close. She scented an alluring, complex mix of myrrh and something flowering that wasn’t quite vanilla, even after sitting inside a sterile lab all day. His heightened senses captured the pleased bump in her pheromones when he kept his fingers intertwined with hers.

“Come on, then. I’ll show you.” Peter smiled again and shouldered her bag as well as his own, knowing that his own scent— an antithetical mix that a rather tipsy Harry had once described as “cool petrichor and the warm amber of sun-kissed flesh” while snuggling on him during one of Peter’s pre-ruts— was also spiking in response. He led Gwen by the hand, taking her back across ESU’s expansive quad in the direction of the library.

“Is your big secret just a corner in the library stacks?” she asked with a laugh, poking him in the ribs with her free hand. He shook his head and tugged her along.

“You’ll see,” he promised. They passed by the entrance and made their way down the pedestrian avenue between the ornate brick library and the Romanesque humanities building to the west. The paved walkway was lined with trees whose branches spread high over their heads and reached past the second-story windows of either building, their bright green leaves almost obscured by the densely packed white flowers blooming in their midst.

Peter watched Gwen’s face flicker through a series of expressions as she inhaled their scent. He gently led her to the end of the path, where the two buildings met. There was a set of steps leading to a raised planter bed there, where Peter often sprawled across the well-kept grass, either next to the dry creek bed or to another one of those flowering trees, which he loved because, well— “It smells kind of like…” Gwen started to say, then trailed off, nonplussed.

It was Peter’s turn to blush. “They’re manna ashes. Uh, flowering ash trees?” He was really going to come off like a knothead creep now if he was reading her wrong. “Like I said, I enjoy studying out here when the weather is nice enough. No one else comes back here because it’s a dead-end, but I also like it because, um,” he swallowed hard. “Because it smells like you?”

“Oh,” she breathed, wide, bluebell-colored eyes tracking the bobbing of his Adam’s apple as he swelled. “I guess that makes sense.” After a moment of silence, she smiled. “Well, let’s study then, shall we?” She gestured toward the small lawn.

Peter smiled back gratefully, careful not to bare his fangs, as they settled in. Their playful dynamic from earlier reasserted itself quickly as their chemistry notebooks made a fresh appearance.

“Okay, how is this even a seven? Where are your units of measurement? Who even taught you how to do stoichiometry?” Gwen demanded with a laugh, shaking the papers in his face.

He snatched the notes out of her hand. “Look, you wanna take notes while _I_ get to play with the solid organic acids next time?!”

“No!” Gwen cried, crossing her arms and pouting dramatically as she leaned back against the tree.

“Yeah, I didn’t think so.” Peter stuck his tongue out. “Okay first of all, that’s a nine, not a seven,” he explained, tracking a finger across the page he was holding up. “And it’s not my fault you can’t pick up where I’ve already simplified the equation.”

“You’re just asking for mistakes if you try to do it that early, though!” she protested.

“It’s like you don’t even trust my ability to do a science. I’m hurt, Gwendy,” he sniffed, putting a hand over his heart in mock offense.

She smiled sweetly. “Oh, I’m sure you can do a science. I’m just not convinced you can do a math.”

“Wow!” he exclaimed as he threw the papers down on the grass. “I thought we really had something. I never thought you’d be the kind of girl to use me for my body instead of appreciating my scientific mind.”

“Use you for your body, huh?” Gwen raised an eyebrow, but her nose also crinkled up as she suppressed a grin. Even surrounded by the flowering trees, Peter could smell her scent starting to pick up again.

“Yeah, my body. My skills as your attentive note-taker and obedient lab assistant are clearly unsurpassed,” he said, leaning in and cupping his chin in his hand.

“Oh, is that so?”

“Obviously! It’s all right, I forgive you,” Peter sighed. “You’re better at chemistry than I am anyway. I swear I’ll be a good boy and do whatever you say in the lab,” he promised with a suggestive eyebrow wiggle of his own.

“And what about outside the lab?” Gwen asked, leaning in closer as well.

“I guess you’ll just have to find out,” he said with another smile. Peter wondered in the back of his mind if he had ever smiled so much. Not since Uncle Ben died right after he got his powers, certainly. He was distracted from the thought by Gwen’s delighted laugh.

“You’re terrible!” she cried, smacking him in the shoulder with her notebook. “Who knew such a snark-monster was hiding behind your mild-mannered exterior?”

“Well, I did, for one,” he quipped in return. This caused her to let loose another peal of laughter, despite how she rolled her eyes at him. It wasn’t exactly his best material, but then, Gwen didn’t say nearly as ridiculous things as Kraven the Leopard-Print Lover.

They continued like that as they worked their way through the rest of the notes, Gwen slowly shifting until she was laying on the grass with her head in his lap as she flipped through the pages. To Peter’s surprise, their conversation easily continued on after they finished, rolling from lecture materials in shared courses to Susan Storm’s recent collaborative paper with Bruce Banner to their own career goals. Gwen’s lofty dreams of applying biochemical research to the cutting edge of medical technology made Peter self-conscious that his own goals as a chemical engineer fell far shorter than they should, but she was gracious enough that he didn’t dwell on it like he might have normally done.

Before the pair knew it, they were deep in comparison of their high school experiences as the biggest-nerd-in-residence, and the sun had made its way down to the horizon. Spending an afternoon with Gwen curled up into him was far more enjoyable than his original plan of doing homework until he was too anxious about whatever crimes had his spidey sense tingling to stay home any longer, or spiraling about what Gobby’s increased activity might mean.

“I should get going back to my dorm,” the blonde sighed ruefully. She nuzzled her head absently against Peter’s denim-clad thigh as he ran his hand through her hair one last time.

“I’ll walk you back to your building,” Peter offered quickly. “It’s my fault that we were out so late, anyway.”

“It’s not that far,” she protested, sitting up and cracking her neck. “I’ll be fine, seriously.”

“Let me walk you back,” he insisted as he helped her to her feet and scooped up their bags. “I’m sure you can make it back safely on your own, but it would make me feel better.”

“Alright,” she agreed easily, taking his proffered elbow. They walked arm in arm across campus to the dorms and up the stairs to Gwen’s floor, her hip bumping against his thigh as they slowly drew in closer to one another.

“Well, here we are,” Gwen announced, bouncing on her toes a little. Peter gently unhooked his forearm from her grasp, but took advantage of the way it unbalanced her a little to pull her forward a step so that her body was between his parted legs.

“Here we are,” he agreed with another easy grin. Then he kissed her.

He wrapped an arm around her waist to press her against his torso as his other hand swept along her jaw and cheekbone, tongue pressing forward daringly for just a taste of that woody, almost-vanilla scent. One of her hands reached up to twine into his hair, and the other slipped beneath his sweater to grasp at his shirt-buttons. When she finally opened her mouth to him, he released his hold on her. She sagged back against the doorframe after only a handful of seconds, her eyes, as normally bright and deep a blue as a cloudless day, now a bluebell accent ring around widened, inky pupils and her chest heaving a little.

The heady mix of arousal and affection smelled better on her than anyone Peter had ever scented, making his stomach fill with butterflies and his body tingle in almost the exact opposite way that his spidey sense did. He was pretty sure he already had Gwen’s scent memorized as perfectly as the way a strand of her hair always fell when it came loose from her headband partway through their lab section every week. 

One of those blonde tresses had come loose just now as well. He gently tucked it back behind her ear. He was so unbelievably screwed, and he realized that he was totally okay with that.

“That, uh,” she began, then cleared her throat and started again. Her hand was still beneath his sweater, his shirt scrunched in her tight grasp and beginning to untuck from his jeans. “That sure was something, Parker.” Peter advanced, bracketing her in with his forearms in either side of her head as he pressed himselfagainst her from chest to thigh. He ducked his head until their mouths were level, and let his lips brush gently against hers.

“Sure was,” he agreed amiably, still trying to catch his breath. Before he had the chance, Gwen tugged him forward enough to meet his mouth with her own in another eager kiss. Neither moved to part the embrace for a long, long time.


	4. Spider Who?

**Summary for the Chapter:**

> Way to go, Bug Boy

Gwen had been acting oddly around Peter for days of lab section and study together outside of class. They’d been spending time together outside of class for a couple of months, and things seemed to be going well, in spite of the fact that Peter had needed to reschedule more than a few study sessions and maybe-dates at the last second due to some bad timing on the part of the stupid, so-called “Sinister Six,” including three more seemingly random, increasingly erratic Goblin attacks.

She had been throwing him strange looks when he spoke and staring at him intently whenever she thought he wasn’t looking for three grueling hours of a Tuesday afternoon study session before he finally broke. He slammed his lab composition notebook shut on the table and whirled in his creaky wooden chair to face her.

“Okay, what’s your deal?” he demanded, though his tone carried no heat. Maybe she was annoyed that he’d been late to their study date once again. Maybe she was just tired of waiting around for a repeat of the time a few weeks beforehand when Peter had walked her home and ended up stumbling into her room with her and making out for two glorious hours. Meanwhile, he hadn’t even gotten up the nerve to walk her all the way back to the door of her suite again since that night. “Did I do something?”

“What? No, that’s not it at all!” the blonde exclaimed, startled.

“Then what is it?” the exhausted young hero asked.

“It’s, uh, there’s nothing. I don’t know what you’re talking about,” she replied evasively, tapping the eraser end of a pencil against her chemistry textbook.

“C’mon, I’m socially inept, not stupid,” Peter retorted with a disbelieving snort.

She glanced around the tiny study room before responding, as if checking to see if any eavesdropping busybodies amongst the library’s other patrons had suddenly decided to try to weasel their way into to space. The tiniest shiver went up and down Peter’s spine, the first time his spidey sense had gone off in any way around Gwen. The strangeness of the sensation put him on high alert, despite the low level of actual danger being indicated. He rubbed the back of his neck.

“I figured it out, y’know,” she finally said in a low voice.

“Figured what out?” he asked in what he hoped was a tone of neutral curiosity, leaning in toward her in spite of himself.

“Why you’re always tired. Why you turn in B or B+ level work half the time when you’re just as smart as me. Why you’re always showing up late to things or rescheduling our plans. Why you’re never home when I try to come visit you at your aunt’s, even when I know you’re not in class or watching Omegas on campus, and you’re not at the _Daily Bugle_ ,” the young blonde woman said, ticking each damning piece of evidence off on her finger as she spoke like she was reading off a mental list. Peter had no idea where this was going, and he tried not to panic. “At first I was worried because I thought you were super depressed or something, but it has to be more than that.”

“Oh, does it?” he managed to choke out, his throat suddenly dry.

“Just how close _are_ you with Spider-Man?” Gwen demanded.

Alright, he could totally handle this. Just play dumb.

“Spider-who?” the superhero in question asked innocently. _Christ, not that dumb, Parker._ Walk it back a little. “I mean, what are you talking about? I take photos of Spider-Man and sell them to the _Bugle_. You know that. How could I also be him? Are you suggesting one of his superpowers is being in two places at once?”

“I never _said_ you were Spider-Man,” she grinned like the proverbial cat who caught the canary. “Although, you do take all the best photos of him. Sometimes you’re the only one who can even get any photos of the guy at all. And how do you always know where the webslinger will be and how to get the best shots?” Gwen prodded suspiciously. She was going to kill him. He was going to have an aneurysm from the suspense, or she was going to murder him for hiding this from her.

“I-I told you before, we have a thing worked out. Obviously he knows I’m the one taking all those photos, and he lets me keep doing it,” Peter sputtered.

“Kinda weird, isn’t it? Considering you sell them to a newspaper that runs at least a couple pieces a week on how Spidey is a public menace and should be locked up alongside all those villains he takes down.”

The Alpha jerked his shoulders up and down in a tense semblance of a shrug. “Maybe he feels bad. I got the gig photographing him while I was just a sophomore in high school. He knows my family could use the cash.”

“Oh _Peter_ ,” Gwen gasped, her eyes wide with dawning horror and pity. Great, just what he fucking needed, on top of everything else. Pretty girl finally pays attention to poor Peter Parker, and it’s just because she thinks he’s acting weird and then feels bad for him.

“I mean, we’re fine,” he added hastily. “I’m doing pretty well with my gig at the _Bugle_ now that I actually get real work outside of the random shots I bring in, and Aunt May picks up plenty of shifts at the restaurant.”

“No, Peter, not that, you absolute goose. It’s just…” The Omega began to clarify, then trailed off. She reached out and gently brushed his wild brown hair back from his face. “Oh baby, you were so young. I guess I never really thought about it like that before, but Spider-Man has already been around for five years now. You were just a kid, weren’t you? And you had to handle everything all by yourself.”

“I don’t know what you’re talking about,” Peter emphasized stubbornly, though his eyes were starting to well up with sudden tears in spite of himself. This wasn’t exactly the reception he had been expecting when someone he loved finally stumbled upon his secret. For one, there was a lot less shouting and recrimination than he’d anticipated. For another, Gwen almost seemed like she was… proud of him? Nonetheless, he still couldn’t bring himself to admit it outright just yet.

“You work so hard, and you always want to help everyone. Spider-Man wants to protect this city, from what I’ve actually seen, regardless of what Jameson’s stupid rag likes to print. But who’s there for him, huh?” she asked. “I want to be there for you, Pete. Every time.”

“I’m, uh, I mean, Spider-Man is a busy guy. He might disappoint you,” Peter said quietly.

“I don’t think so,” Gwen said with a look of fierce determination. She smelled like she had the night Peter had been brave enough to crowd her up against her door and kiss her for the first time. He could feel his heart start to beat faster in response.

“But what… what if something happens to you? Because you’re connected to him? You could get hurt,” he whispered, finally admitting his real fear.

“I know the risks. Besides, Spider-Man will protect me,” Gwen replied with a brave smile. Peter leaned in, pressing his palms against the sides of her face and weaving his long, slim fingers into her blonde tresses, and kissed her deeply. He felt the tiny hairs on his hands begin to stick and unstick to her hair and skin in response to his frantic heartbeat and mounting excitement as the sweet scent of pleased female Omega spiked. She clung to his shoulders and opened her mouth eagerly for him, lecture notes abandoned on the table. Peter realized that Gwen, pretty little genius that she was, had had the foresight to book a study room without windows.


	5. The Opposite of Parker Luck

**Summary for the Chapter:**

> Parker gets lucky, and we earn that E rating

“You… you what?” Peter asked, sure he had somehow misunderstood. He could feel his cheeks burning, betraying his embarrassment and surprise. Smooth moves left and right, Parker. Even after she’d figured out his clandestine hobby of webbing around New York City fighting crime and started calling him “bug boy” half the time as a joke (at least he hoped it was a joke), Spider-Man’s smooth confidence had yet to bleed into the unmasked daytime personality of the awkward, geeky, failure-of-an-Alpha-male dweeb Peter Parker when he was trying to woo Gwen Stacy. Maybe that was because he kept using words like “woo,” even just in his own head. When Gwen had asked if he was available to come over to her dorm so the two of them could talk about something, this hadn’t exactly been the conversation he was expecting. 

Gwen laughed at Peter’s expression, the glorious sound making him feel like he was lighting up from the inside out, and almost washing away his embarrassment and shame at his own social ineptitude. He wanted to kiss the wrinkle across the bridge of her nose, which invariably squinched up when she was caught up in something she found enormously entertaining or adorable. That precious expression seemed to flit across her face more and more often around him since they’d first been paired up for their chemistry lecture’s lab section and had started spending time together outside of class. It had only gotten worse after they’d kissed, and when the burden of constantly lying to her about where he was and what he was doing at all hours of the night was relieved.

“You heard me. I thought we’d established how we feel about each other pretty clearly, after those hours of late-night study sessions, not to mention that whole secret identity reveal, bug boy. I know you’re obviously a good guy, like, probably the _most_ good guy even. I trust you.” Gwen’s face relaxed into a more serious expression. “I really like you, Peter. I want to you to spend my heat with me. Will you?”

“ _Yes_ , Gwendy,” the Alpha boy agreed emphatically, pulling her breathlessly into his arms. He legitimately couldn’t believe this was happening to him. “Anything you want.”

“Take me on a date, too. One that doesn’t involve a titration set and does involve going off campus,” she requested, like it was an afterthought. He could feel her nose wrinkling again as she laughed into his shoulder.

“Of course,” he agreed earnestly, brushing her hair away from her face and looking down at her. With a lapful of squirming, happy Omega girl, he truly meant that he would give her anything if it was in his power to do so, as Peter Parker or Spider-Man. Not that he wouldn’t have wanted to give that to her anyway, because it was Gwen, but, well…

“Of course, you can do that after my heat,” Gwen continued matter-of-factly. “Maybe you’ve been oh-so-politely not scenting me since you walked in the door…” she trailed off to take advantage of her position pressed right up against Peter’s surprisingly well-defined chest to turn her face away from his shoulder and suck on the scent gland within easy reach.

The sensation of her small, hot tongue on his neck as she mouthed at the sensitive spot made his back arch as he let out a whine of equal parts surprise and pleasure. “Ahem, as I was saying,” the blonde said, clearing her throat. “You can probably tell that my heat is going to be really soon, so we can wait on the date part until after. But you can be my boyfriend now, if you want.” Her eyes sparkled mischievously as she leaned back again to look at him.

Peter nodded several times, eyes wide, pupils already a little blown with barely controlled arousal. If he didn’t still have that lapful of pretty girl anchoring him, he probably would have been bouncing out of his seat in full-blown dorky excitement, despite nerves at never having actually assisted an Omega through a heat before. A thought occurred to him, and his excited look darkened into something that might have been a little frightening to Gwen if she hadn’t already known how far she could trust the boy underneath her.

“How soon?” Peter asked, voice suddenly rough around the edges as his strong, slim fingers wrapped around her waist, easily lifting her and moving her into a better position to feel his length already half-hard against her through the layers of their clothing.

Until now, his experience had been limited to a couple of awkward trysts with other social outcasts in high school, a few heated, over-the-suit encounters with other supers after a fight (that hadn’t ended in a request for any repeat performances in or out of their suits, to his chagrin), and a handful of intense make-out sessions with Gwen as their relationship had progressed beyond a partnership in the chem lab. Still, if there was a short list of things Peter Parker was confident that he was good at, data extrapolation was certainly on there.

“How soon will your heat start?” he asked again, despite now being able to smell the way her normally subtle myrrh and manna ash scent was peaking into something with an underlying sweeter, muskier tint that was growing stronger the longer she rocked against him.

“Really soon. I cut it kind of close waiting to ask you to visit,” she admitted breathlessly. “You probably shouldn’t even leave my dorm, really. Unless you gotta go save the world, bug boy.”

“Good, because I don’t think I really want to leave you right now,” Peter said as he pulled her blouse loose from her skirt and began to unbutton it. “In fact, why don’t we get a head start? How are you even still wearing all these clothes, sweet girl? I’m sure they’re not very comfortable, when you’re right on the edge like this.”

She wiggled around in his lap again. “They’re really not at all.” She fumbled with the rest of the buttons as Peter stood, carried her to the bed, and set her down gently so that he could work her skirt and tights down her hips.

“There we go. Isn’t that better?” He folded her clothes and set them aside on her nightstand before helping her with her shirt and bra.

Gwen nodded in agreement and stretched out on the twin-sized bed, now clad in just a pair of soft cotton boyshorts. The stretch rapidly transformed into her burrowing in the pile of fleecy blankets and throw pillows at the head of her bed.

Peter followed her into the small nest she’d made on the narrow mattress. He leaned over her, dropping his mouth to lick at the scent glands under her jaw. She relaxed further underneath him and let out a low moan.

“Come on, bug boy,” she demanded as she slid her hands under his t-shirt and up along his sides. “Take care of me. Help me, Peter.” Her words were punctuated with slow rolls of her body against him, slick already soaking through her panties and onto his jeans.

He drew back to take off his shirt, which elicited a whine from the blonde Omega below him as she reached to pull him back down. He grabbed both wrists in one hand and gently grazed his fangs against those scent glands as he rutted against her.

“Gotta give me a minute, Gwendy,” he chided gently. Her perfect scent was filling the small room, and between that and how riled up she had managed to get him in such a short time, he could feel himself slipping into a rut to keep up with her and care for her over the next several days. “Can’t knot you if I still have pants on, can I?”

“Oh fuck,” she gasped, hazy eyes wide. “Hurry uuup!” The words were breathy and drawn out.

Peter suppressed the urge to laugh at Gwen’s rapid change in attitude. “You’ve been on your suppressants for long enough now, right?” he confirmed, still grinding against her as he unbuckled his belt and began to unbutton his pants.

“Yes, yes,” she agreed hurriedly. “My newest pack is on the nightstand if you want to check. I’ve been on them for a full heat cycle.”

“Just double-checking that I remembered correctly, sweet girl,” he reassured. “Can you take these off for me?” He gently snapped the waistband of her underwear. She readily complied, and he took the opportunity to stand and shuck the rest of his own clothes.

Watching Gwen lay out on the bed again, blonde hair fanning out on the pillow, pink nipples peaking under her own gentle ministrations as she waited for him to return, Peter felt his mouth go dry and his cock go from half-hard to what felt like about four seconds away from popping a knot.

A low growl made its way out of the back of the alpha’s throat as he watched her left hand trailed down her stomach to the cleft of her legs. Fingers slid through the slick coating her pussy, slipping inside herself and then back up to circle around her clit. He stalked forward and made space for himself in the nest between her legs.

“Is this okay?” he breathed against her fingers, glancing up for confirmation. In response, Gwen pressed her free hand to the back of his head. He followed obediently, tongue lapping at her soaked, clenching pussy as he wrapped his hands around the underside of her thighs.

She pressed against his face, rocking both of them back and forth, and the gentle friction of the soft blankets against his cock felt far better than it had any right to. Peter could feel precum dribbling from the head of it already, and his fingers started to stick and unstick from the tight grip he had on Gwen’s thighs. He wondered absently if she could feel it, or if it was just another sensation added to the mess of pleasant feelings at the beginning of her heat.

The inexperienced Alpha began to use his mouth in earnest, nipping at her scent glands, licking into her, sucking on her labia, and finally nudging her fingers out the way to roll and flick his tongue against her clit. He slipped two fingers partway into her slick-dripping pussy, curling them gently and searching out the spot that would make her—

“Ah, oh shit!” Gwen cried out. “Yeah, right there. Oh fuck, if you stop, I’m going to kill you.” With the way her back arched and the colorful swearing that Peter would have never dreamt would come pouring out of the mouth of perfect, sweet Gwen, he believed her.

It only took a few more minutes for the heat-sensitive omega to reach her first orgasm. Her pussy tightening around him in spasms, Gwen pulled at Peter’s hair until his neck bent and his mouth was nestled againstthe scent glands just under her jaw— high enough that he could suck and bite as hard as she wanted and still draw out her climax without getting too close to her mating gland. It was still a little early for that discussion: they probably ought to have it when they weren’t in the middle of a heat and a sympathetic rut, anyway.

He barely waited for her to recover before driving into her again. “Do you think you can cum again, sweet girl?” he asked.

“Wanna cum again for you, Alpha. Gonna cum on your fat knot,” Gwen confirmed, words punctuated with more biting and sucking at the teen hero’s scent glands wherever she could reach.

Peter growled, not holding back the sound at all this time. He wrapped one arm around her body and used the tiniest bit of his super-strength to bounce her up and down on his cock, careful not to squeeze her too hard. He pressed the fingers of his free hand against her lips, and she opened her mouth eagerly to lave at them. After a moment, he replaced his fingers with his tongue, sliding his hand between them to circle his fingers around her clit.

“Do it,” he coaxed. “Cum on my cock, Gwen.” He could feel his balls tightening again as he filled her hot center, his thick Alpha knot swelling and stimulating more slick with every thrust that stretched her out. “Fuck, I’m trying to hold back until you do, but any second, I’m going to bust so far inside you, your body is going to be convinced you’re bred up good and full with my pups.”

It seemed he’d discovered something else to add to the list of things to talk dirty to his kinky little Omega about, because his urgent words were apparently enough to tip her over the edge. He felt her clenching around himas she let out a garbled mess of sound that might have been an attempt at confirming their joint success. Her breasts were pressed tightly against his chest, heedless of his hand now trapped between them, and her teeth were suddenly digging into his shoulder.

The sudden onslaught of sensation mixed with the dump of pheromones coming off the suddenly oxytocin- and dopamine-drunk blonde threw off the last of Peter’s grip on his own impending orgasm. He pulled Gwen down even more tightly onto his lap, his knot locking deep inside her as he spilled his load into her pussy with a staccato groan.

After a moment of recovery, the pair of lovers met one another’s eyes and started to laugh. “Wow, that was really something, bug boy,” Gwen said warmly, still panting a little.

“Jeez, you can say that again,” Peter agreed, somehow still managing to sound innocent and wholesome with a sticky, warm mix of cum and slick dripping down his slowly deflating knot and onto the blanket below. “You alright, babe?”

“Definitely alright.” She grinned, then looked up under her lashes at him. “Hey, Pete?”

“Yeah?”

“Maybe you can go on a snack run for me after the next round?”

He rolled his eyes. “You’re lucky I love you.”

“Look who’s talking!”

“You know, you’re still stuck here for a few more minutes. You should be careful who you poke when you’re at their mercy,” he warned, fingers teasing at where they were still locked together until she gasped and tried to squirm away fruitlessly. She collapsed back against his chest when he stopped, satisfied that his point was made.

“Hey, Pete?”

“Yeah?”

“I love you too.”


	6. The Brooklyn Bridge

**Summary for the Chapter:**

> I'm so sorry

Spider-Man released his webs and made a desperate vault forward to intercept the glider. He missed and plummeted down, barely catching himself with a haphazardly aimed shot at the spire of St. Andrew’s church. He made a wide arc around the building before vaulting onto the tower of the courthouse. His sweat-soaked suit clung and chafed in the winter wind, making his teeth chatter as he scaled the building while frantically scanning the skies for any sign of the Goblin.

All the hairs on Peter’s body stood on end, and he caught the faint sound of something whistling through the frigid air. A leap onto the tiled roof allowed him to narrowly avoid being singed by a pumpkin bomb. There was a wild cackle in the sky behind him.

“What seems to be the problem, Spider-Man?” the purple-suited figure screeched. “Oh, I’m sorry, did you lose something?” He cackled again as he shook the second figure balanced on his glider like a rag-doll. 

The webslinger couldn’t help the growl that ripped from his throat as he watched the Green Goblin manhandle a bound and bruised Gwen Stacy. “Leave the girl alone, Gobby,” he ordered. “This is between you and me.”

“Is that any way to talk about your Omega, _Parker_?” the Goblin sneered. Even from that distance, the hero could see Gwen’s eyes widen in fear. Not for herself— of course not, why would she start putting the same lack of faith in Spider-Man as the rest of New York _now_ — but fear for Peter.

He launched himself off the roof toward one side of the glider, hoping to pin it between the other courthouse and nearby towers. The Goblin veered off in the opposite direction instead, and the hero was forced to catch himself short one again. Instead of heading back inland, the glider flew out over the Brooklyn Bridge.

Peter rushed to follow, webbingfrom high-rise to warehouse before leaping onto the bridge overpass. He crawled along the suspension cables, dodging ghost bombs and razor bats as he went. Once he was high enough, he was able to gain enough speed to nearly catch up to the glider on the comparatively narrow thoroughfare of the bridge, where they were both hemmed in by the wires.

“Are we going to do this or what?” he called out as he gave chase. “What is it you want, Goblin?”

“What do I want? What do I _want_?!” the Goblin shrieked in reply, whirling the glider around. “I _want_ the social status I deserve, the place at the top of every pecking order that should be mine by any measurement, but instead goes to a pathetic, scrawny Alpha like you!” he howled as he directed the glider up one of arches. “You, who wastes it, hiding what you can do and falling to the bottom of the heap. And now…”

The man’s demonic face twisted into a horrible grin as he alighted from the glider onto the bridge tower, still holding tight to a struggling Gwen. “Now I have it. And I’m going to squash every useless little bug in my way, starting with Peter Parker.”

The webslinger perched on the cables and slowly held his hands up. “Okay, I’ll bite, just for the bug pun. What’s this Parker done to you, pal?” He inched forward, making his way closer to the tower.

“Oh shut up, Parker!” the Green Goblin bellowed fiercely, stomping his foot. “You stupid, useless boy. Why do you think I took this girl? For my health? I know exactly who Spider-Man really is under that mask. I know you failed in your so-called duty and let our good friend the doctor break a building over your Omega’s father, and now you’ve put her into the same kind of danger.” He sneered at Peter from his vantage point. “I know everything about you and the skills you waste on a city that hates you when you should have brought it to its knees in worship of you. I’m going to take you down, and I’m going to take the place you should have had.”

Peter’s throat went dry. His secret identity, which he had tried so hard to keep safe from everyone, even the Avengers, was as good as gone. All he could seem to focus on past the steady ramping up of his spidey sense, which felt as if his spine was about to vibrate out of his darn body, was Gwen’s stricken, tear-streaked face.

“Alright. Let’s just— let’s leave the girl out of it,” he pleaded. “How about that?”

“Oh, you want me to take her out of it?” the villain asked. “No problem.” His face split into another hideous grin that exposed rows of sharp, gleaming teeth.

“ _The itsy bitsy spider went up the water spout_ …” The burst of out-of-key sing-songing from that horrible mouth brought Peter’s hair to stand on end all on its own.

“ _Down came the Goblin and took the spider out_.” The shooting pain of his spidey sense allowed him to narrowly avoid the barrage of bombs, but forced him back from the glider and bridge tower. The flashes and noise were also enough to distract him from the Goblin’s next move as the villain grabbed Gwen’s bound arms. He dangled her over the edge of the glider, which circled the bridge and the East River like a hawk riding a thermal. Her muffled shouts from behind the gag became louder and more frantic.

“ _Out goes the girl to provide a distraction_.” Peter, understanding too late, darted forward. The Goblin let the struggling blonde go.

“Gwen!” The shout punched its way out of Peter’s throat. He released his hold on the rough stone, shooting webbing out behind himself without looking even back to see if he was anchored. As he arced out from the tower toward the tumbling young woman, her screams whipped past him alongside another flurry of razor bats. The nets he threw to catch her fell short and drifted away on the wind to dissolve over the city.

She was still too far away. Peter wasn’t going to make it to her in time, and he could already tell how hard her still-shackled body was going to hit the water. As she tumbled past the level of the deck, he shot one last desperate line of web toward her.

It actually caught her! He almost laughed with giddy, delirious relief. To heck with Parker Luck, he had her and he was never going to complain about missing a bus or a deadline again. He had caught her, and she was going to be alright.

Even as he was already readying to reel them both back up to the stone platform, Peter felt a slight tug as the web-line’s small amount of slack ran out. His stomach bottomed out as he realized he hadn’t actually done anything to slow Gwen’s descent in the meantime, simply secured her by a single point that would bring her fall to an immediate stop.

A sickening jerk yanked the hero’s left arm back, and something on the other end of the web cracked. He could feel it through the line just as easily as he could hear it. His spidey sense zinged and he twisted to the side as a pumpkin bomb detonated, too close. His ears rang and there was a pressure building behind his eyes, making his head throb. He barely had time to secure a no-longer-struggling Gwen to the platform before dancing away along the metal cables.

“ _And the itsy bitsy spider gets taken out again_.” The villain swooped around Peter in tight The barrage of bombs and bats and who-knows-what-else flew from the Goblin’s gloved hands in a flurry, forcing Peter back across the bridge, further out over the river.

The webslinger found himself thwipping from one side of the structure to the other to dodge the fusillade of explosions and boomeranging blades. He needed to get the Goblin off his darn glider and into hand-to-hand combat, where he wouldn’t have the space to maneuver and use his bag of tricks. He clung to the side of the south tower overlooking the carousel, taking a moment to reassess while he was out of sight.

“Looks like you can’t squash this spider, Gobby!” he taunted loudly, dodging another blast as the glider zoomed back into view. He flipped up onto the platform. “You’ll have to try again.”

The Goblin curved his glider around again, leaping off the hovering vehicle to land on the stones across from Peter. “Don’t worry, I’m having a real blast, Parker!” the creature snarled, curling his gloved claws into fists. A low buzz began emanating from somewhere on his person that had Peter’s neck tingling as intensely as a pumpkin bomb headed straight for his head.

Peter easily dodged the Goblin’s first few telegraphed punches with hardly a need for the assist of his enhanced senses. He relaxed the slightest bit as he successfully dodged and blocked through the exchange of a flurry of blows and kicks, more confident now that they were on the ground. As they circled the narrow platform and weaved between, the buzz coming from something on the Goblin rose to a high-pitched whine that set Peter’s teeth on edge. The sound ratcheted up even higher, until Peter could just about feel it in his fillings, disorienting him enough that he couldn’t quite dodge the next blow.

The fist connected with Peter’s ribs in a shower of sparks. “I’ve had a _spark_ of inspiration!” the Green Goblin cackled as electricity coursed from the purple glove through Peter’s suit. The current made his muscles seize up, as well as frying his lens display and singeing his suit at the point of contact with the glove. The Goblin kicked him square in the chest while he was still gasping for breath, knocking him to the ground.

Peter groaned as he staggered to his feet. Clearly he had been gifted with the proportionate electrical resistance of a spider; that is to say, none. “You’re going to have to try a little harder than that to knock me out of my web,” he snarked, blocking a punch before it could hit his tender ribs.

The pair exchanged blows in a shuffling dance around the narrow platform, the webslinger careful to avoid another open-handed hit. Finally, he was able to grab one of the Goblin’s scaled forearms, well away from the glove, and flipped the creature onto his back. He sprung forward to slam the Goblin’s other arm down, pinning him to the stone with one hand.

“It’s over, Gobby,” Peter said evenly. “I’m taking you in.”

“I suppose you’re right,” the Goblin sighed through a grimace that bared those rows of sharp teeth. “Let’s get this over with, shall we?” The grimace transformed into a wide, manic grin.

As it did, Peter’s spidey sense screamed at him so intensely thathe found himself reacting to it purely on instinct. He threw himself out of the way, releasing the Goblin and flipping over the villain’s head, narrowly avoiding something large as it flew past. He barely caught himself against the side of the tower, which shook a little as whatever he had dodged slammed into it.

Peter pulled himself up over the edge of the tower once again. He stopped in shock at the sight laid out before him. The goblin glider was smashed into the platform at a strange angle, right where he had just been poised over its owner. The Goblin himself was pinned beneath it. Peter could smell blood under the bitter tang of crushed stone and spilled gasoline.

The young hero rushed forward, ready to save the creature he had been fighting just moments beforehand. “Here, I’ve got you,” he reassured, all challenge erased from his tone. He easily lifted the mangled remains of the glider off of the trapped villain.

The goblin screamed, a wild, animal noise from low in his throat. One clawed glove instinctively clutched at his ruined, bleeding stomach. With the other, he reached up and slipped his fingers… under the scaly flesh of his neck. Peter felt unbelievably stupid as he watched the man peel off the flexible mask, armored green scales rippling as it clung to his hand. His head dropped back to the stone, and his glassy green eyes met the mirrored lenses of the Spider-Man mask.

“Peter,” the man rasped out, blood trickling between even, white teeth to mix with sweat and grit on his now-bared face. He reached out the hand that wasn’t pressed to his own crushed abdomen in supplication. Peter met the gloved hand with his own, gripping it firmly and stroking a thumb over the back in an automatic attempt to comfort the dying Beta man.

“Peter don’t… don’t tell H-Harry.” The young hero was paralyzed as Norman Osborn, his best friend’s father, one of his own role models and greatest champions, drew his last few wet, rattling breaths.

When the body stilled, he found the will to move his own limbs again, dragging himself upright so he could make his way across the bridge to the second tower, He crawled across the top of it to where Gwen lay. She hadn’t moved from the place Spider-Man had webbed her down after his hasty catch. The webbing took over an hour to dissolve on its own, and the secure hold had to be the reason she still wasn’t moving. Wasn’t reaching out or calling to him. Wasn’t even looking at him.

Peter tore the webs free and cradled her limp body in his arms. He laid her gently on the stones with her head in his lap, grimacing at the feeling of something grinding inside her body. She was still warm, still smelled of blooming ash beneath the grime and pheromones and the chemical scent of the detonated bombs. Ash and myrrh and the taste of adrenaline and cortisol on the back of his tongue that made his pulse pick up like he should be readying to protect the distressed Omega letting off that scent.

He remembered the day they’d first kissed, when she’d laid on the grass with her head in his lap for hours, her scent and pheromones making his head buzz with excitement. When she’d laughed and teased and danced intellectual circles around him every study session and lab section. When she’d asked him to share a heat with her for the first time, and then every time after that, sweet and open and trusting him. When she’d figured out he was Spider-Man, but wanted to stay anyway because she believed that he was a good man and a hero. It had been so easy for her to be brave because she’d believed that he would protect her.

Protect her. His fight with Norman was the reason she was in any danger in the first place. She would never have been a target if she hadn’t trusted Spider-Man to be a hero. She’d believed that he would protect her, and he’d let her die. She’d believed that he would protect her, and he’d felt her spine crack when he caught her.

She had believed in him, and he had killed her.

**Notes for the Chapter:**

> I love you so much, Gwen. I’m sorry for fridging you for that sweet, sweet angst. I promise to write you your very own starring role as many times as I take advantage of your tragic death plus one.


	7. The Aftermath

The echo of Harry’s dry sobs reached Peter’s enhanced ears as soon as he exited the elevator on the penthouse floor. By the time he made it into the den, the older boy had apparently gotten himself under control. Peter walked over to where Harry was sitting on the floor in front of the coffee table, unseeing eyes fixed on a half-finished tumbler of something brown and foul-smelling.

“Hey,” Peter greeted gently, and lifted the bag of takeout from Harry’s favorite dim sum place. “Figured you hadn’t eaten yet. Thought I would bring you something. I rushed it over, so your xiao long bao should still be hot.” He offered a weak smile as he placed the bag on the table. “I’ll go get us some plates, okay bud? And maybe some ibuprofen,” he added as he eyed Harry’s bloodshot blue eyes and ruddy cheeks.

The other boy shrugged listlessly. “Sure. Thanks.” He still hadn’t moved when Peter returned. 

Peter set a plate, a glass of water, and four Advil in front of him. He sagged back against the couch while Peter busied himself with piling dumplings onto the plate and made no move to pick up the cheap wooden chopsticks when the younger boy laid them down.

“Harry, you gotta eat something,” Peter urged. “At least drink the water and stuff, okay? I’ve barely seen you eat or drink anything since the funeral.” He pushed the water closer to his best friend. “It’s been almost a month. What can I do? Do you want me to stay here again? I shouldn’t have gone back to my place,” he rambled, fighting to keep his breathing even and stop his rising guilt from making his heart rate and pheromones spike enough to affect the Beta.

The rambling words had apparently been enough on their own to rouse Harry out of his stupor. “Spider-Man was right there on the bridge where they found Gwen and my dad,” he said, apropos of nothing, eyes focusing for the first time since Peter had entered the penthouse.

“No one did anything to stop him from leaving the scene. No one has seen the Green Goblin, who he was supposedly fighting that night, since then, but that… that _menace_ has been out almost every night since. My dad is dead, your Omega is dead, and we _know_ Spider-Man is involved. It’s been less than a month, Peter!” Harry’s voice rose as he spoke until he was almost shouting. “Of course I’m fucking upset! Why aren’t you _more_ upset?!” he demanded.

“Hey, of course I’m upset,” Peter said in soothing tone, raising open hands. “I loved Gwen, and I cared about your dad. Ijust don’t think hunting Spider-Man down is the answer.”

“Whatever,” Harry growled sullenly. “You just gotta be right, don’t you?”

“Whoa, where is this coming from? I’m worried about you, Har. I need you to take care of yourself. I can’t lose you too.” Peter’s thick brows furrowed in concern.

“Sure. Not like you left because you were too busy with whatever you’re wrapped up in to handle a sad little Beta. Out there being a big, bad Alpha, doing whatever the hell it is you’re doing when you leave in the middle of the night and come back smelling like pre-heat Omegas’ve been rubbing all over you. You sure seem real broken up about Gwen, Pete.”

Peter could feel the blood drain from his face. He hadn’t realized Harry had ever noticed him leaving to patrol, especially because he had been staying in a guest bedroom, not crashing on the floor or in Harry’s bed like he had when they were kids. “I-I, uh,” he stuttered out.

“Yeah, that’s what I thought,” Harry said bitterly. “Get the fuck out of my house, Parker.”

“Harry—”

“I said GET OUT!” Harry flung the glass of whiskey to shatter against the opposite wall. “Get your Alpha bullshit out of here. I’m going to prove that this was Spider-Man’s fault. I don’t care what you think. That son of a bitch killed my dad.”

Peter backed away slowly, turning and fleeing the moment he made it to the hallway. He changed into the suit as soon as he was outside. If Spider-Man patrolled until well after dawn again because Peter couldn’t be still for more than a few seconds at time without replaying the feel of something snapping at the end of his web and sound of a wet death-rattle over and over, trying to figure out what he could have done to save them, well, that was his business. 


End file.
